Bear With Me
by ForThoseWhoLikeToMoveItMoveIt
Summary: A Madagascar 3: Europe's Most Wanted fic. Skipper and Julien have the same huge problem, and the young Private is just trying to survive. Prequel to 'Not the Hippies'
1. Chapter 1

**Authors Note: The penguins from the movies are real different from the ones in the tv series. Well, more or less. But these are the movie penguins. Sometime later I'll have this story categorized under the Madagascar section, or I won't. Maybe I'll just leave it under PoM. **

**-SkansHansSkivate**

* * *

"…we're gonna need an aerial view, eye's in the skies, I want to know everything that goes on in these parts." Skipper paced in front of his team. The leader paused in front of Kowalski who was writing thing's down in a notebook. "If a puffin lays a pellet, I want to know about it. Am I understood?"

"Yes, sir." saluted Kowalski.

"We need a private's eye…" continued Skipper. "Someone who can look two places at once, even more!"

While the leader spoke, the smallest penguin named Private was playing with his eyes. He was naturally cross-eyed. When he was bored or just for fun, he'd try to straighten them out. He did, and was now focused fully on Skipper.

"We need—" Skipper narrowed his eyes. "Private, what's with the googly eyes?!" The leader jumped in front of the private and stared into the small penguin's eyes. They looked weird to him. They were staring right at him, possibly through him. Private's crossed eyes always looked past him, not through him. Penguins weren't transparent and that didn't fly with him. "You eyeing me, soldier?"

"No, Skipper." answered Private.

"What are you looking at?"

"You, sir." Private chirped.

"Don't you look at me when I'm talking to you!" Skipper ordered. "How do I know your head's not some sort of wacked out control center?"

"Skipper, sir?" Kowalski called his commander.

"…one with heat seeking enemy missiles? Do I look _hot_ to you?" Skipper eyed private suspiciously, leaning into the small penguin's face.

"Sir, permission to speak?" asked Kowalski.

"Granted." grinned the skipper.

"We may be being watched." Kowalski stated.

"Hoover Dam! I knew it!" Skipper cried. He grabbed Private by his feathers and hoisted him into the air. "Who are you working for!?"

"It isn't the private, sir." Kowalski told him.

Skipper threw Private on the ground, starting to look around the circus tent for spies. "Who then?"

"I believe the danger is behind you and six feet above." pointed Kowalski.

The leader turned around to be face to face with huge ghastly teeth. He jumped back and used the private who had just gotten up again as a body shield. "Danish missionaries! Deadly! They've found me, men! It's time to sacrifice your lives for your leader! Battle positions!"

"Woah!" Alex stepped back as the two tallest penguins jumped into a fighting stance in front of their leader. "No need for all the cuckoo stuff! It's just us!"

The penguins didn't stand down. They just glared hard at the lion in front of them.

"You know…? Alex, Marty, Gloria, and Melman?" tried Alex, hopefully. The lion sighed. "You know, the freaks?"

"I don't know any freaks." Skipper said, peeking his head out from behind Private's.

"Come on Skipper! We've been neighbors for years!" Alex exclaimed, taking a few steps towards them. "And we traveled like, half way around the world together!"

Kowalski and Rico hardened their stances, ready to attack the lion if necessary.

"Back up, hippie!" shouted Skipper. "You don't know who you're dealing with!"

"Of course I know who I'm _dealing with_." said Alex.

"What's my name?" Skipper narrowed his eyes.

"Skipper."

"Oh, so you do know me." Skipper shoved Private aside and off the crate they were all standing on. "In that case, what's his name?" The leader pointed to another penguin.

"Easy, that's Kowalski, your second in command over crazy operations." answered Alex.

"What about him?" Skipper pointed again.

Alex smiled. "Good old Rico, right there."

"You're good, Rooski" The leader grinned.

"What? No, I'm not Rooski, Vitaly's Rooski."

"Who's Vitaly?" asked Skipper.

"He's the tiger..." Alex groaned at their unchanging expressions. "Oh for the love of— You guys are joking, right?"

The penguins looked at him blankly. Kowalski looked confused, Skipper was dead serious, Rico blinked and Private got up from the floor he was just thrown on for a second time. Private was just smiling without a care.

The lion laughed, thinking it was all a joke. "Good joke guys. Like you expect me to believe that none of you know anybody else's names other than your own."

Gloria looked unconvinced. "Alex, I don't think they're joking. They look pretty serious to me."

"No way!" Alex said. "I refuse to believe that none of them ever bothered to learn any of our names after all we've been through; the Central Park Zoo, Grand Central Station, Madagascar, Africa, and now we're in a circus tent in Europe. We've done way too much stuff for them just _not _to know our names!"

"Maybe that's it." Marty suggested.

"Maybe what's it?" asked Melman.

"Maybe we've done so much stuff that none of us ever bothered to sit down and you know, take a load off." shrugged Marty.

Melman nodded. "That makes sense."

"No, that doesn't make any sense!" exclaimed Alex. "No one is _that _preoccupied."

"_Ahem._" Kowalski interrupted and got the attention of everyone in the tent. He looked to Skipper. "Permission to address the lion, sir?"

Skipper waved his flipper as a sign to go ahead. "Good idea, Kowalski. _You _make sense of this."

Kowalski nodded his regards, jumping down from the crate at the lion's feet. The lieutenant showed Alex a notebook.

Alex looked at the tallest penguin weird before accepting the notebook and looking at it. "Uh, what's this?"

"That is our current mission files as of the last few years." Kowalski informed him.

This enraged Skipper. "What are you doing?! That's classified business! What are you thinking, soldier?!"

"Sorry, sir. I just thought they should be informed." saluted the lieutenant.

Alex looked away from the penguins. The one who gave him the notebook was being scolded by the leader, and occasionally smacked. Skipper was saying something about double agent puffins when Alex decided to look down at the notebook. There were two lines of words written. The first line said '_Escape and find new home'_, but this statement had been crossed out. The second line read '_Get hippies back to New York****'_. This line was circled in bold black with four multicolored sticker stars next to it. That was all that was on the paper.

The lion was a little surprised and once he read it over a few more times he handed it to Gloria who showed it back to Marty and Melman. The zoosters were all generally surprised at the paper.

"Wow." Alex gaped. "I don't know what to say…but back to the reason we're here right now. We were kind of wondering if you guys could drop everything you're doing and do us a huge favor—"

Gloria elbowed the lion, putting her hands on her hips.

"Ow! What?" exclaimed Alex, rubbing his sore shoulder.

"This is just great!" Skipper cried, pacing around in the tent. "Our entire operation is compromised! What are we going to tell those hippies now?! That we can't take them back to the zoo?"

Private nodded with a smile and Skipper threw his flipper back, smacking that smile right off.

"We _will_ get our friends back to New York!" confirmed Skipper. "Even if it kills Private!"

"Perhaps that's it, sir." said Kowalski.

"Perhaps what's it?" Skipper asked the lieutenant.

Kowalski pointed to his notebook and Alex handed it over to him. The lieutenant flipped to a new page. He started jotting things down, scribbling hastily until he was satisfied. He showed his calculations to Rico who nodded with excitement. Kowalski then showed the drawings to Skipper. "Sir," nodded Kowalski to his superior.

"I could live with that." shrugged Skipper. "What say you, Private?"

Private, who was smiling once more, went up eagerly to see the new plan his superiors would soon put into place. His smile faded as he read the hastily drawn pictures further, until he was finished looking at the drawings. The youngest penguin's flippers hung limply at his sides and he looked nothing less than terrified at what he just read.

Skipper saw nothing wrong with it. He simply slung his flipper around the frightened young penguin. "I say we act on this new operation as soon as possible, and mark the private down as a flight risk. I don't trust the little rascal."

"Yes, sir." Kowalski said and continued jotting down notes.

The leader nodded with satisfaction before he noticed something. He looked up to the big animals who were staring at him. "Can we help you?"

"Uh yeah," Alex nodded. "You can, actually. We were wondering if you could go handle the whole elephant-kid issue. Now I didn't know if we should just pull him out or—"

Gloria elbowed the lion again.

"Ow!" Alex glared.

Gloria turned to Skipper. "We just wanted to say thank you for all the help you've been giving us."

"It's no problem, doll. Happy to serve you hippies in whatever it is you're doing." said Skipper.

"We'll leave you to go back to whatever it is you were doing." The hippo started pushing out her other three friends. The only one who objected was Alex.

"Wait! What about the elephant issue?" Alex demanded.

"Bye!" Marty called to the penguins.

"See you around, stripes." Skipper waved. "Later hippies!"

"Skipper—" Private started.

"Smile and wave to the hippies, boys." instructed the leader.

All the penguins did so except for Private until Alex, Gloria, Marty, and Melman had left their tent.

Skipper immediately stopped waving. His fake smile faded to annoyance. "I thought they'd never leave…" The leader sighed. "Good acting boys, and good fake mission plans Kowalski. They looked real to boot. That'll keep those freaks out of our feathers for a few more trips."

"Playing dumb," started Kowalski. "I knew it would work, sir."

"But Skipper," chirped the private, looking concerned.

"What is it Private?"

"Aren't we ever really going back to the zoo?" asked Private.

"Of course not!" Skipper told him. "We're free now. Why on earth would we ever go back to that concentration death camp?"

Private was confused. "I thought we were taking them back, Skipper."

"Kowalski, please explain the _real_ mission plans to the private." Skipper said to his lieutenant.

"Yes, sir." Kowalski said before jumping down in front of the smallest penguin. "Operation: Make the hippies believe we are taking them back to the zoo but instead use them as a ploy to travel the world."

Skipper grinned. "The best plan we've ever enacted."

Rico nodded and pulled a stick of dynamite out of who knows where. With a crazed look he hopped down from the crates and began running in the direction the hippies went off in, out of the tent. "Kaboom! Kaboom! Ehehehehe!"

"Woah, woah!" exclaimed Skipper and jumped in front of Rico's path. "Not yet, we still need them around." The leader then smirked and added, "For now,"

Rico looked disappointed but walked back over to the crates with his head down.

"Now that that's settled, where were we?" asked Skipper.

"Puffins, sir." said Kowalski, picking back up his pen and paper.

"Right." Skipper nodded and began pacing in front of his soldiers, picking back up from when they were interrupted. "If a puffin makes a pellet, I want to know about it—"

"Do you know a puffin, Skipper?" asked Private.

"I did." Skipper answered coolly.

"Were you two friends then?"

Skipper smiled. "The best of!"

Private smiled back. "Where is he now?"

"Oh, he's dead." answered Skipper simply. "I killed him back in '99."

The private's face fell. "I thought you said he was your friend, Skipper."

"Oh Private, I kill all my friends!" Skipper laughed. "It's only always a matter of time before when." The leader clapped him on the back and went back to the meeting about evading Dubois.

The private didn't listen to what his leader was saying or what Kowalski was calculating. Private noticed a piece of paper not far off from the lieutenant's feet. It was the plans that had scared him before, the one that both Skipper and Kowalski agreed to. The smallest penguin picked it up without anyone noticing and looked it over again. It showed all four penguins standing there like normal. The only difference was that he, the private, was crossed out of the picture.


	2. Anticipating a Circus

**Authors Note: Out of character for PoM? Yes, yes it all is. IN character for the Madagascar penguins? …I believe so.**

* * *

"So…how far are we on the whole penguins building spaceship operation?" Skipper asked.

Kowalski looked up from his notes after doing some configurations. "About six to nine thousand years, sir."

"Very funny, Kowalski. You really had me. I thought you said _six to nine thousand years_. Ha!" The leader laughed.

"That is correct, Skipper. I did indeed say six to nine thousand years." Kowalski confirmed.

"Oh." Skipper blinked and rubbed the feathers on the back of his neck. "How old are we?"

"Four years, sir." answered the lieutenant.

"Right…" Skipper nodded. "…And you're _sure_ you can do math?"

Kowalski shrugged.

"Huh…" blinked Skipper. "Maybe we _should _ you know, send Private to college then."

Kowalski frowned and narrowed his eyes. The thought of that little penguin going to school to learn made the lieutenant feel a bit of rage inside. "Perhaps I could be the one to go to college, sir. I could enhance my knowledge far more than the private could, respectfully speaking."

"Oh Kowalski!" Skipper sighed and placed a flipper on his lieutenant's shoulder. "You had your chance! Don't you remember? The whole dolphin incident! It was front page news all over the campus! I smacked you for days after that, was so angry at your little sorry tail feathers. Rico had to smack _me _to get me off of you."

"She only ever liked me for my body, sir." Kowalski admitted. "But my heart has gone on and I am over her now."

"No you're not."

"Am too, sir."

"Are not!" Skipper retorted.

"Skipper, I would like to file a request that you take that back."

"Request denied."

"Sir-"

"Kowalski!" Skipper interrupted. "Look at the private over there! Look at that little sickening bucket of optimism and feminine products! Don't you see him?"

Kowalski blinked in the direction his commander was referring to. "Target identified, sir. I have spotted the private." The lieutenant stated, looking over at Private and Rico on the other side of the circus tent. Rico was coughing up as much dynamite as he could and it looked like Private was trying to speak to him, though Rico was obviously far more interested in whatever he was doing with his dynamite. Kowalski looked back to Skipper. "Do I take him out now, sir?"

"Nope." answered Skipper. "No need to take action now. That little scamp is going to make an excellent commander one day, sure to replace me in my leave. But look at him over there! Who knows what goes on in that crazed mind of his? For all I know he could be plotting my downfall…" the leader shook his head, watching the private pathetically trip over one of Rico's sticks of dynamite. "He's a mastermind, Kowalski…" Skipper said with narrowed and suspecting eyes. "A real double agent assassin…Do you see how much he pays attention to me when I talk? I can tell he's out for my blood! Can't you?"

Kowalski watched as the private climbed back on to the crate he fell off of, only to slip and roll on another stick of dynamite and land in a pile on the ground. The lieutenant nodded. "He certainly is a menace, sir."

"Keep an eye on him, Kowalski. He's planning _something_…"

"Yes, sir." The lieutenant saluted and picked up his notebook and crayon, jotting things down.

The leader narrowed his eyes, watching the private. "…I just don't know _what_…"

* * *

"Oh no…Oh no, Rico, he's looking at me, he's watching me! He suspects something, I just know it!" Private hid behind the crate, shaking in fear. "He knows I know…He knows I know what he's planning! Oh Rico, what am I going to do?" asked the private.

Rico blinked and continued making his tower of dynamite. He hopped on and off the crates, stacking the dynamite sticks and going down to get more to stack higher. The crazed penguin hummed brokenly while he worked, in his prime while making his beautiful tower.

"You'd protect me, wouldn't you Rico? You won't let them hurt me?" Private asked hopefully, smiling to his teammate. The small penguin tried getting the other's attention anyway he could but Rico was too focused on finishing his tower to reply to him. "Rico?" chirped the private, starting to frown. Private pulled on Rico's flipper but the penguin pushed him off and continued on with the dynamite. Private sighed and looked down at his feet. Would no one help a poor little penguin live? He guessed not…

Private sighed again and started waddling forward when he hit something solid and fell back on his tail. "Oof!" The air was knocked out of him and he looked up to see a giant. "AHHHH!" He screamed in terror. Was this the plan? Skipper called in giants to step on him? How could anyone do this to him? What did he do wrong? He thought he was a good enough soldier! Wasn't he? Private started crying in a ball on the ground, covering his eyes so he wouldn't have to see it all coming…

"Hey!" Alex exclaimed as he almost stepped on a small black and white domino. It was only when he looked down that he saw it was a penguin. Then the penguin fell backwards and started rocking back and forth. It looked like it was having a sort of breakdown or something. The lion raised a brow and bent down to see the little penguin better. He squinted his eyes, seeing the tiny penguin peak at him behind two flippers concealing its eyes. "It's Private, right?"

"W-what?" Private sniffed, looking up.

"Out of the four penguins," said Alex. "You're the one I _think_ I heard them call Private."

"Y-yeah…" nodded the small penguin. "A-and you're the psychotic lion Skipper doesn't l-like." Private identified the lion.

"Uh…no, actually the name's Alex…and what about Skipper now?" Alex asked, giving a claw for the penguin to grab.

"N-never mind." Private shook his head, taking the lion's claw to stand himself up. Even if the team was plotting to kill him, he'd never spill Skipper's secrets. "Are you here to step on me?"

The lion laughed. "No, why the heck would I do that? Do I look like I'd step on you?"

"Yes, absolutely." nodded the private.

Alex blinked at the answer. "Well don't worry, I won't."

"Thank you!" Private smiled cheerily, hugging the lion's leg.

"Yeah, sure…" Alex said uncomfortably, shaking the penguin off his foot. It stared at him smiling still and the lion never told anyone because he didn't want to be mean, but this penguin was the one that freaked him out the most. It's smile was too happy and its crossed eyes were almost filled with nothing. It was like the thing didn't think on its own and followed everything anyone would say. The penguin reminded Alex of some creepy forever smiling toy! "So why are you all like that?"

"Like what?" Private blinked, still holding that cheery smile. This only creeped out the lion more.

"You know, all _sad._"

Private frowned at that "Oh…" Then he smiled for the umpteenth time. Maybe the nice psychotic lion could help him.

Alex stepped back cautiously as if he would catch whatever the penguin had. The lion pointed to the penguin with a shaky digit. "You're smiling again, uh, do you need a doctor or…?"

Private nodded, happy that the lion was getting the gist of it. "Yes, you see, I do need help with-"

"RA DA DA DA DA DA DA DA CIRCUS, DA DA DA DA DA DA DA DA AFRO! CIRCUS AFRO, CIRCUS AFRO, POLKA DOT POLKA DOT POLKA DOT AFRO!" Marty interrupted, painted up and wearing a rainbow wig. The zebra kept on dancing, humming the tune to the song he just made up with his eyes closed.

"Really?" Alex sighed. "Marty, would you quit fooling around? These animals have a show to do and you're just distracting them with…" The lion trailed off, looking the zebra up and down. "…whatever it is you've put together here."

Gloria crossed her arms. "Oh Alex, why don't you just let Marty have a little fun huh?"

Melman agreed with his girlfriend. "Yeah, you've been a stick in the mud ever since we left Africa. What's your problem?"

"Look guys, I'm just trying to get us back to the zoo!" Alex told them. "I'm a little stressed out right now, so if you would please stay out of these animals way that'd be kind of nice!"

Gloria glared. "Well you don't have to be _so _darn stu-"

"Sonya!" Stefano called. "Where is the bear-a? Sonya!" The sea lion looked around the tent frantically for the female bear. She was nowhere to be found.

"I agree with the lion over there," Skipper glared, hopping down from a crate. "Not the seal, but the lion." The leader penguin clarified.

"I am a sea-a lion!" corrected Stefano crossly.

Skipper looked at the sea lion. "Don't you have a bear to be looking for?"

Stefano's eyes widened and he ran off. "…Sonya! Where-a are you?!"

Skipper rolled his eyes and turned his attention back to the hippies. "_Anyway_, where was I?"

"You were agreeing with me." Alex informed him.

"Oh yeah," The leader nodded. "Well I do, and you know why?"

Private was about to answer but got slapped in the face by Skipper. The small penguin frowned and stayed quiet, rubbing his cheek.

Alex shrugged at the penguin's question, Marty and Melman blinked, and Gloria just stared with her hand on her big hips.

"Ask why!" ordered Skipper.

Alex elbowed the zebra in the chest to answer the crazy penguin.

Marty blinked his response. "Uh, why?"

"Because _SOME_ penguins are trying to work and can't concentrate with all your YAPPITY YAP!" shouted Skipper. "Now clear out of here! Don't you freaks have a circus to own? We're busy with our own operations! We can't be bothered handling yours too! What do we look like to you? Tiny lawyers?!"

"You kinda do!" Marty answered.

"Well we're not!" Skipper started ushering them all out along with his lieutenant.

Kowalski used light up handheld plane signals to direct the large animals out of the recreational tent.

"So go! Go out there and see that circus through!" ordered Skipper. "And while you're doing that, we'll finish working out the celebration plans for when we're all back at the zoo!"

"Thanks," Alex smiled as he left the tent. "You guys are the best!"

"Don't mention it!" smiled Skipper. The leader penguin held his smile for a little bit longer before they were gone and he let it fall completely. He shook his head. "Stupid hippies," Skipper sighed in dismay and then shouted over to his lieutenant. "Kowalski! Where do we stand?"

Kowalski saluted. "Operation: Sabotage the circus, is a go sir! Whenever you're ready."

"Execute!" Skipper grinned. "And make it funny!"

"Like a zebra in a wig, sir?" asked Kowalski.

_"Just like a zebra in a wig._" Skipper repeated, nodding with a smug grin.


	3. Whacked Out Circus

**Author's Note: This is fun! XD I've also changed this to be under the Madagascar category instead of under Penguins of Madagascar. It only makes sense to put it where it belongs, right?**

**~Natty**

* * *

"Sonya! Where is the bear-a?" called Stefano over and over again. The sea lion ran back and forth frantically searching for the bear with no luck. Perhaps he'd have some if he looked around normally and not jumping or running back and forth with some kind of instrument over his head.

Skipper rubbed his temples with his wingtips, groaning. "Would someone shut him up?!"

Rico nodded to the leader before sticking his flipper out, nailing the sea lion in the pressure point on its neck.

"…Sonya! We are about to go o-" Stefano hit the floor flat on his face, the horn instrument crashing to the ground when it fell out of his limp arms.

"Ah, the sweet sound of silence." The leader penguin sighed in bliss, wrapping a wing around his private. "Don't you hear it?"

Private shook his head, smiling. "No, Skipper."

"Well that's the point." Skipper grinned.

"What's the point, sir?" asked the private, clueless.

Skipper frowned, narrowing his eyes. "I don't like you…"

"Alright guys!" Alex walked in the tent. "Blow me away! It's time to get this show on the- Hey, what happened to Stefano?" The lion pointed at the ground, concerned.

Skipper blinked, looking back at the unconscious sea lion and back at the lion standing in front of him. The leader grinned sheepishly. "Oh him? He's just…uh…"

"Praying, sir." Kowalski helped out.

"Right!" Skipper nodded, picking up the lie. "Seal wanted to get in his Hail Mary's before the big show. Good for him, right? It's always good to pray to your own personal god before doing…well, anything! And you're disturbing the poor seal here with your barging in on him all the time! You're really starting to _tick_ that seal off and you don't want to make a penguin-"

"A seal, sir." Kowalski corrected.

"Right, a seal! You don't want to make a seal mad! So stop barging!" shouted Skipper.

"Alright, jeez, I'm sorry." Alex apologized. "I didn't mean to-"

"Yeah, yeah! Just get this show started, would ya?" Skipper glared.

Alex blinked at the outburst and the penguin took it all back with a fake laugh.

"I got you, didn't I?" chuckled Skipper. "Nah, I was just kidding. Go scrape up your friend and let's get this show started!"

Alex smiled, reassured he picked up Stefano and headed out to go start the circus. As soon as the lion was gone Skipper growled and kicked the broken horns on the instrument. They made an awful dying noise at the abuse.

"Ugh, this is driving me insane! How long do we have to keep going on like this?" Skipper asked with a groan.

Kowalski looked down at his notebook. "6-9 days, sir."

"Great…" The leader grunted. "Just what I need. 6-9 days of liking hippies…"

"But you don't really like them, sir." Private reminded the leader. "You're pretending to like them, like you're pretending not to like me."

Skipper narrowed his eyes again. "Right…pretending…Isn't that funny, Kowalski? The private here thinks I'm pretending."

Kowalski nodded. "Hilarious, sir."

* * *

The four penguins watched up on the beams at the train wreck of a circus down below. They didn't know what the people were so freaked out about. This was all really entertaining to them.

Then came the best part! The kid getting stuck up the elephant's-

Skipper laughed. "Well THAT was worth the price of admission." The leader smiled unfazed and ate some more popcorn.

Rico watched on with glee, being the most thrilled with the performance out of anyone. Kowalski observed the scene below them with an unchanging expression, nodding in agreement at the leader's previous comment.

Private just looked horrified, turning to his leader with much question. "Sir, I'm not sure I understood that last bit."

"It's a voluptuous thing," Skipper shrugged, and ate more popcorn. "You wouldn't get it."

Kowalski blushed visibly at the statement and word given.

Private blinked and turned back to watch the rest of the show. "You're probably right." The private nodded and leaned over to take some popcorn. He was denied the right by Skipper's flipper slapping him away.

Skipper spoke with his mouthful, his voice sounding muffled. "Of course I'm right! What do you think this is?" The leader swallowed and spoke clearly again. "A hippie fest? We can't all be right! Only the leader is right!" Skipper nodded. "Show him the numbers, Kowalski."

Kowalski nodded and showed the private a poorly made circle graph. It was multicolored and showed all four penguins averages of being right. Private had second place at about 33% and his section was yellow with his face sketched on it, Rico came in at about 15% oddly enough and his was shaded green with his face sketched on it too, Kowalski had the highest percentage by far at 50% and his was the color red with his face sketched as well, and last came Skipper at about 2% and his was blue with his face sketched on it except his face had a pathetic frown.

Skipper didn't look pleased at the calculations given. Eyes narrowed he glared at his lieutenant. "Great, now show him the EDITED numbers." ordered the skipper impatiently.

"Yes, sir." Kowalski nodded again and flipped the page, turning the notepad around to show the second circle graph. This one was the exact opposite of the previous calculations. On this graph, the whole this was shaded blue with a sketch of Skipper's grinning face on it. The other three penguins weren't even present on the graph since their leader came in at 100% on it. But in the background of the large circle, there was a sketch of the three 'always wrong' penguins frowning in failure.

Skipper nodded in satisfaction. "Beautiful numbers, Kowalski."

"Skipper, I think the show's over." Private commented, pointed at the stands of people storming out.

"Well that was a bust, eh boys?" The leader asked and the other three penguins nodded with him. Skipper rolled his eyes, shaking his head as the sea lion tried to call all the people back. They just kept leaving and so the show was over. Skipper laughed at the look on the hippies' faces. "I say it's high time we laid low for a while before that psychotic lion has a heart attack and we have to help him. Just in case it happens, we won't have to help if we didn't see anything."

"Brilliant logic, sir." Kowalski congratulated.

Skipper nodded and turned to leave but the private pulled him back.

"Sir, I believe Alex is looking for you." Private pointed down at the lion that was calling and searching for the penguins around the big top.

"Drat! That hippie probably wants to dump this stupid circus ordeal now that he's seen all of what it has to really offer him and rest of those hippies! Which is nada! They're going to ask that we use the rest of the dough to buy another plane! We can't have them finding us and blowing our operation!" exclaimed Skipper. "Kowalski! Quick! Spend the last of the money on something ridiculous!" The leader ordered, shoving a sack full of money at his lieutenant.

Kowalski blinked at the request, but followed orders nonetheless. "Like on gold teeth, sir?"

"Perfect!" Skipper grinned. "And not such a bad idea! With those I bet I could eat apples!"

Private frowned. "But you don't like apples, Skipper."

"Yeah, but the hippies don't know that!" Skipper scoffed. "Now, execute and start hiding!"


	4. Stinky Surprises

**Authors Note: Update! Yay! Don't forget to review! **

**~Natty**

* * *

~M~

"What are you all just standing around for?!" The leader demanded. "Hide, hide, hide! What do you think all that hide and seek training was for? My captivating looks?"

"You look lovely, sir." The private cut in.

Kowalski nodded. "Simply stunning."

Rico nodded vigorously in agreement.

Skipper shook his head. "You're_ still_ a couple of suck ups."

"Of course." Private nodded in agreement.

"Relentlessly, sir." Kowalski said.

"Just get in the _crates_, huh?" The leader sighed, pointing to the empty wooden boxes in the corner of one of the train carts.

Kowalski saluted before doing a flawless cartwheel flip up into an open crate. Rico gave their leader a lift up into the box before grabbing Skipper's flipper to get himself up as well. The private was last to get into the box. It took him far longer than the others because not only was he less experienced and the shortest but he wasn't that great a climber so he just hung by his flippers, trying to hopelessly kick his legs.

"Unknown footsteps incoming, sir." Kowalski warned.

"Hoist up the private and seal this package!" Skipper ordered.

The analyst and the psycho penguin each grabbed onto one of Private's flippers to pull him up into the box. The leader picked up the discarded lid from the side and slammed the crate closed with them inside of it. All was quiet as the footsteps got closer. There was a shuffling inside the crate as the four penguins tried to get comfortable, some more sounds of shifting and then more silence.

Finally Skipper's voice was heard from inside the crate with uncertainty in it. "Well, this is Grade A Bores-ville."

"Might I recommend a game of go fish?" Kowalski asked from inside the box.

"Nah." Skipper declined. "Besides, Private's a cheater anyway."

Private's voice responded now. "But I don't know how to play, Skipper."

"That's what they always say and the next thing you know you're bathing in hot oil and Bisquick."

"What does the penguin credo have anything to do with card games?" Private asked.

The leader grumbled under his breath and a loud smack was heard. Then there was more shuffling inside the box and bored silence.

"I thought you said you heard someone coming." Skipper said after a while.

"Affirmative, sir. It should be any moment now." Kowalski replied.

There was the sound of someone shifting around and the private whined. "Skipper, I have to go."

"Would someone smack him please?" Skipper asked. There was another loud distinctive smack heard. "Thanks."

"Gasp!" Kowalski exclaimed the word. "Someone's entering the train car, sir!"

"Everybody quiet!" Skipper ordered and there was another silence. After a few seconds, a third slap rung through the air.

"What was that for, sir?" Private asked, in pain.

"Huh? Thought I saw a fly." Skipper answered too quickly.

Private sounded confused. "But there's no light in here…how could you see a-"

The train car doors were slid open with the sound of resisting old wood. There was a ferocious growl as something heavy climbed up into the circus train.

"Wasn't that fun, my hairy queen?" King Julien XIII asked, petting the thick fur on his girlfriend's fat arm.

Sonya roared in response to the skinny lemur.

"I was thinking…" Julien started. "This night doesn't have to be ending, you know...hehe, yes. We could be doing much more fun things…" the lemur said suggestively and leant forward to place a kiss on the bear's mouth. He never got a chance however as suddenly there was a rumbling inside a nearby crate. He looked towards the box in confusion. "Huh, what's that now?"

Four penguins burst out of the wooden box, three of them gasping for air and the second tallest one had his neutral crazy look, implying he was the one who let one loose.

"Oh Mother MacArthur, it burns!" Skipper exclaimed, kneeling on the ground.

Kowalski fanned the stench away from his nose holes. "It's best not to breathe through the mouth at this time."

Private opened his beak. "Why no-" the small penguin let out a feminine scream before collapsing on the floor, choking.

Skipper looked down at the fallen soldier. "Analysis, Kowalski?"

"The private is down, sir."

The leader nodded and handed the lieutenant a shovel from out of nowhere. "Make it look an accident, and uh, if you can, frame the lion."

Kowalski saluted and began dragging the private's body towards the open train cart doors.

"What were you doing in the box?" King Julien asked, blinking at the strange flightless birds.

Skipper glared at the lemur. "None of your business, and even if it was, we'd still keep it from you."

"Why's that?" the lemur asked.

"Because you didn't see anything, twinkle toes!"

"True." King Julien nodded. "I didn't, but hey, could you go over there somewhere else please? I'm a bit busy right now…" the lemur took his girlfriend's paw. "I am trying to get something going here and you _birds_ are in a bit of the way."

"This cart has been booked under official penguin business."

"Well I got some _business _of my own that needs some taking care of!" King Julien argued, putting his hands on his hips, the business he was referring to. "Come on, my love." the lemur began leading the bear further into the train car.

Skipper rolled his eyes and stepped aside to let the lemur and bear pass. The king did so with his nose turning up, but as the bear went to cross the penguin leader's path, the large carnivore stopped in front of the small bird. At first the penguin was confused but as the bear came face to face with him he caught a glimpse into Sonya's eyes. The world froze for him in that moment, his beak slowly coming ajar. All he could see was the bear, that huge dazzling monster.

"Skipper, sir?" Kowalski tried and failed to get his leader's attention. He raised a brow, finding the staring between his commander and the predator very strange.

Sonya tilted her head in admiration at the small bird in front of her eyes. The tutu wearing bear was tempted and followed its instincts, taking out its huge tongue and licking it up the stubby penguin's face.

"What in the-" The penguin leader blinked as the pink appendage went back inside the bear's mouth after being run up his body.

King Julien laughed, not seeing any foul play in any of it. "Aww, my queen has chosen you as her royal chew thing! That is so nice! So what do you say, truce?" the lemur asked.

Skipper turned to look at the lemur, still completely baffled. "Huh?"

"Well we cannot be fighting when my one true love disapproves of that! I gotta keep the Mrs. Julien happy! So I the king has chosen to forgive you."

The leader narrowed his eyes as the lemur grabbed his flipper and started to shake it. "Yeah, sure…whatever…"

Julien hopped on the bear's back and pat her on the back to get her attention. "Come along, my love. We will find us a better train car. One that doesn't smell like penguin bottom."

Sonya seemed to listen to the lemur because she stepped back from the penguin, looking at him one last time before jumping down from the open train door.

The train hadn't left Rome yet, and the show had ended not fifteen minutes ago with its outstanding amount of disappointment in performance. Really though, the show was god-awful. Skipper found himself staring after the odd mammal couple, but it wasn't the lemur he was thinking about. He ended up following them out of the train and to the circus tents. He just couldn't wrap his mind around it. He knew he saw the falling in love montage and everything, but did that bear seriously just wink at him?

"Skipper, sir!" Kowalski called, having followed their leader and led the rest of the team to the tent.

"Uh, progress report?" the leader turned.

"Private disposal mission aborted, Skipper. We've been spotted." Kowalski informed, pointing to the Zooster hippies that just saw them enter the big top.

Alex blew into a paper bag, looking about ready to have a heart attack. His eyes were wide and he breathed in and out and in and out erratically while Marty calmly instructed him on his breathing, trying to calm him down.

Phil and Mason in the ticket seller disguise ran up with bags of money. "There's an angry mob outside and they're demanding their money back!" Mason said breathlessly.

Skipper blinked, still in his own thoughts and not focused.

"Skipper, your orders?" Kowalski rushed as everyone waited for an answer. When he didn't get one he got desperate, forgetting to be respectful and just demanded. "What do we do, sir!"

Skipper snapped out of it enough to think logically and sighed. "I think we all know the _right _thing to do…" He said before they all started running back to the train with the money in hopes of an easy escape from the angry humans.


	5. Not So Crate Escape

**Authors Note: How's this coming along? I'm going to try to make this as long as possible considering I'm dealing with an already made movie timeline and didn't start at the beginning of the movie. But I shall flashback to the beginning with my own scenes like with here. It'll be fun. **

**~Natty**

* * *

_~M~_

The angry crowd of circus goers chased the train all the way into the subway station. They shouted and march forwards, waving their fists and basically just being a really pissed off group of people. A majority of the animals had already made it onto the train. Alex had just hopped on when he looked back to see the remaining animals that hadn't. The two chimps Phil and Mason ran as fast as they could to catch up with the train and to keep away from the mob. The bags of money they were holding only succeeded in slowing them down and preventing them from getting on the train.

"C'mon!" Marty called. "Hurry up!"

Stefano is the only other one not on the train, running with his horns to get close enough to hop on. The sea lion finally got close enough but dropped his horns. He turned around to get them only to see the hoard of people trample over them. He froze in shock and sudden fear, unable to move. Alex jumped down from the train to grab the small sea lion, hoisting him over his shoulder before grabbing onto Melman's head, jumping up on the train.

"Grazi, Alice!" Stefano thanked the lion and kissed him on the cheek.

"Just throw us the money!" King Julien yelled, urging the chimps.

Phil and Mason threw the money, but threw it backwards where the bag ripped open and the money flew to the crowd that was now grabbing up as much as they could.

King Julien groaned loudly with a face palm.

* * *

_~M~_

"Great!" Skipper threw up his flippers. "Not only did we lose all the money we made but the crowd didn't even tear apart one of those stupid hippies! This is a total lose-lose situation! We didn't even lose the private for Hoover's sake! We could of AT LEAST lost Private!"

"Apologies, sir." Kowalski apologized. "I knew I should have thrown him to the crowd."

Skipper nodded. "You know that actually would have worked! Would of solved our problems right there and then!"

Sitting up against one of the crates, Private frowned deeply, mortified by what they were saying right in front of him without a care.

"They would've eaten the kid alive like a pack of bloodthirsty rampage wolves! But ah well," The leader shrugged. "Kowalski, where do we stand?"

"We are in neutral mode, Skipper." The lieutenant said.

"What? So we're doing nothing? Just standing around while our enemies get ahead?" Skipper demanded.

"Sir, we have to wait for our next move. The circus has failed like we planned and our next moves must be based on the reactions of the lion, hippo, giraffe, and zebra. Until then it is highly advised that we wait." Kowalski explained.

"Alright, fine." Skipper surrendered. He always listened to his right hand man. It was a rough cold war that dated back centuries, and even way back then the captain trusted his lieutenant's judgment. But that didn't mean that he the leader wasn't always right, because he was.

Private, as naïve as he was, still wasn't convinced that whatever his two elders were planning for him was actually real. It was a joke. Kowalski and Skipper were always such jokesters, never serious about anything! No wait…that was opposite. They were completely serious about everything. But they wouldn't hurt him, right? "Skipper? What do we do now, sir?"

"We wait, you adorable little nuisance!" Skipper pinched the small penguins cheeks hard, shaking the private's face as he cooed at him. "Look at you!"

"But Skipper…mmf…" Private muffled with the flippers pulling on his cheeks. "Won't I need a mirror for that?"

"You need a lot of things! But I look at you and you know what I see?" Skipper asked, smiling at the young cadet.

Private's blank grin was wide as he stared up at his approving leader. This was wonderful! Things were going to be okay! If he could just hear what Skipper was going to say then he could do whatever it is his leader liked over and over again and then Skipper won't feel a need to get rid of him. This was just what he needed! "What is it, sir? What do you see in me?"

Skipper was about to answer when there was a clattering and voices coming towards them.

Kowalski was in immediate alarm. "We have incoming, Skipper!"

"BACK IN THE CRATE! GO! GO! GO!" Skipper shouted.

Private frowned as he was picked up by his leader and thrown into the crate up above. His other three teammates jumped up into the box, as the leader and lieutenant sealed it shut. He needed to know what Skipper was going to say, he needed to know what his leader like about him. He needed to be seen as valuable to the team.

"Uh, Skipper?" Private called.

Skipper ignored him and smiled as he looked around the box. "Oh look! Apples!"

* * *

_~M~_

Alex, Marty, Melman, and Gloria sat exhausted in a train car. It'd been a long day. A very grueling, horrible, and stank day. They were all tired and frustrated and in complete disbelief. This was the worst thing that could have ever happened to them! Were they ever going to get home now? How? Why did they always have such bad luck? It was the zoo overlords, it just had to be. The zoo gods were angry at them for leaving and this was their punishment. They never should have left the zoo in the first place! But there was no turning back, things were already as they were and things as they were really sucked right now.

"This is a disaster!" Alex exclaimed.

Gloria sighed. "We blew all our money on a bad circus and we're not any closer to New York."

Melman frowned. "If anything, we're further away."

"We could have at least bought a circus that knew how to cirque!" Marty shouted.

The four large animals stared as a crate opened right in front of their faces. The crate opened to reveal the four penguins, three of them sipping from the same cup with four straws in it. The leader was the only one standing before them implying that he was the one who kicked open the small wooden box.

"I don't even know why we bought a circus in the first place. We had enough dough for a plane!" Skipper said.

"Are you kidding me?" Melman asked.

Gloria frowned. "You must have some money left over."

Skipper grinned and pulled out a pair of gold dentures. "I used it to buy teeth, and then I had them capped in gold. Now I can eat apples! Sadly, I discovered…I don't like apples." The penguin frowned. Hm. He wondered if that bear hated apples just as much as he did. Wait what? Why was he thinking about THAT of all things?

"No promoter is sending this circus to America." Marty complained. "It's toe up!"

"Now it all makes sense." Gloria started. "No wonder the circus master was so happy to sell."

Marty scoffed. "He was happy all right. Happy about ripping us off!"

The train door made a rattling noise all of a sudden and they everyone looked up to see the lion was gone. It was odd but no one really thought much into it.

"Where did Alex go?" Gloria asked.

Marty shrugged. "I dunno."


End file.
